decline in the price of any security or any market index) and (i) pandemics, earthquakes, hurricanes, floods or other natural disasters; provided, however, that any STAR Material Adverse Effect shall not be excluded if, and to the extent such effect disproportionately affects STAR and Contributee, taken as a whole, as compared to other persons engaged in a similar business.
STAR Required Third Party Consents has the meaning as set forth in Section 4.3.
Tax or Taxes means any and all taxes, duties, assessments or governmental charges, imposts, levies or other assessments, fees or other charges imposed by any Governmental Entity, including federal, state, provincial, local or foreign income, gross receipts, license, payroll, employment-related, excise, goods and services, harmonized sales, severance, stamp, occupation, premium, windfall profits, customs duties, capital stock, franchise, profits, withholding, social security, unemployment, disability, real property, personal property, sales, use, transfer, registration, value added, alternative or add-on minimum, estimated, or other tax of any kind whatsoever, including any interest, penalty, or addition thereto, whether disputed or not.
Tax Return means any return (including any information return), report, statement, schedule, notice, form, or other document or information filed with or submitted to, or required to be filed with or submitted to, any Taxing Authority in connection with the determination, assessment, collection, or payment of any Tax or in connection with the administration, implementation, or enforcement of or compliance with any Law relating to any Tax, including any amendment thereof.
Taxing Authority means the IRS or any other Governmental Entity responsible for the administration of any Tax.
Third Party means any Person other than any Party.
Trade Secrets means all know-how, trade secrets, confidential information, customer lists, Software (source code and object code), technical information, data, process technology, plans, drawings, and blue prints.
Trademark License Agreement has the meaning as set forth in Section 2.2(c).
Transaction Documents means this Agreement, the Bill of Sale and Assumption Agreement, the Assignment of Contracts Agreement, the Trademark License Agreement, the Transition Services Agreement, the Property Management Agreement, the Property Lease Assignment Agreement, Non-Compete and Non-Solicit Agreement, the Key Person Employment Agreements, the Registration Rights Agreement, the Operating Partnership Agreement, and any amendments to any of them.
Transition Services Agreement has the meaning as set forth in Section 2.2(g).
Transfer has the meaning as set forth in Section 6.4.
Transferring Employee has the meaning as set forth in Section 5.3(a).
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